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Silvercrest Asset Management Group Inc. Reports Q1 2017 Results

NEW YORK, May 4, 2017 /PRNewswire/ -- Silvercrest Asset Management Group Inc. (NASDAQ: SAMG) (the "Company" or "Silvercrest") today reported the results of its operations for the quarter ended March 31, 2017.

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Silvercrest has begun 2017 by continuing its history of strong organic growth by adding $230 million in new assets, primarily from ultra-high net worth families. The first quarter of 2017 was one of the strongest quarters for new commitments over the past few years.

Beneficial market conditions, combined with Silvercrest's organic growth, increased discretionary assets by approximately $537 million during the first quarter of 2017 to a total of $14.3 billion as of March 31, 2017, representing a 17% increase in discretionary assets under management since the first quarter of 2016, and a new high for discretionary assets at the firm. Importantly, the firm achieved this growth while maintaining its fee basis for assets under management, bucking industry trends. The firm also has maintained its Adjusted EBITDA margins while continuing to invest in the business for future growth and to better serve our clients.

Silvercrest's proprietary value equity strategies continue to perform well and we maintain our optimism about growing our high quality institutional relationships, in contrast to many competitors who actively manage assets on behalf of their clients.

Finally, Silvercrest and its partners celebrated 15 years as an independent firm last month. We are extraordinarily proud of the legacy we are building; we are grateful for the long trust placed in our firm by our clients; and we are as excited about our firm's future growth as at any point in our history.

On May 2, 2017, the Company's Board of Directors declared a quarterly dividend of $0.12 per share of Class A common stock. The dividend will be paid on or about June 20, 2017 to shareholders of record as of the close of business on June 13, 2017.

First Quarter2017 Highlights

Total Assets Under Management ("AUM") of $19.3 billion, inclusive of discretionary AUM of $14.3 billion and non-discretionary AUM of $5.0 billion at March 31, 2017.

Revenue of $22.0 million.

U.S. Generally Accepted Accounting Principles ("GAAP") consolidated net income and net income attributable to Silvercrest of $3.3 million and $1.7 million, respectively.

Basic and diluted net income per share of $0.21.

Adjusted Earnings Before Interest, Taxes, Depreciation and Amortization ("Adjusted EBITDA")1 of $6.5 million

Adjusted net income1 of $3.0 million.

Adjusted basic and diluted earnings per share1 of $0.23 and $0.22, respectively.

The table below presents a comparison of certain GAAP and non-GAAP ("adjusted") financial measures and AUM.

For the Three MonthsEnded March 31,

(in thousands except as indicated)

2017

2016

Revenue

$

21,951

$

19,263

Income before other income (expense), net

$

4,747

$

3,624

Net income

$

3,300

$

2,496

Net income attributable to Silvercrest

$

1,687

$

1,307

Net income per basic and diluted share

$

0.21

$

0.16

Adjusted EBITDA1

$

6,493

$

5,255

Adjusted EBITDA margin1

29.6

%

27.3

%

Adjusted net income1

$

2,997

$

2,262

Adjusted basic earnings per share1, 2

$

0.23

$

0.18

Adjusted diluted earnings per share1, 2

$

0.22

$

0.17

Assets under management at period end (billions)

$

19.3

$

17.0

Average assets under management (billions)3

$

19.0

$

17.6

Discretionary assets under management (billions)

$

14.3

$

12.2

__________

1

Adjusted measures are non-GAAP measures and are explained and reconciled to the comparable GAAP measures in Exhibits 2 and 3.

2

Adjusted basic and diluted earnings per share measures for the three months ended March 31, 2017 are based on the number of shares of Class A common stock and Class B common stock outstanding as of March 31, 2017. Adjusted diluted earnings per share are further based on the addition of unvested restricted stock units to the extent dilutive at the end of the reporting period.

3

We have computed average AUM by averaging AUM at the beginning of the applicable period and AUM at the end of the applicable period.

AUM at $19.3 billion

Silvercrest's discretionary assets under management increased by $2.1 billion, or 17.2%, to $14.3 billion at March 31, 2017 from $12.2 billion at March 31, 2016. Silvercrest's total AUM increased by $2.3 billion, or 13.5%, to $19.3 billion at March 31, 2017 from $17.0 billion at March 31, 2016. The increase in total AUM was attributable to net client inflows of $1.6 billion and market appreciation of $0.8 billion.

Silvercrest's discretionary assets under management increased by $0.5 billion, or 3.6%, to $14.3 billion at March 31, 2017 from $13.8 billion at December 31, 2016. Silvercrest's total AUM increased by $0.7 billion, or 3.8%, to $19.3 billion at March 31, 2017 from $18.6 billion at December 31, 2016. The increase in total AUM was attributable to market appreciation of $0.5 billion and net client inflows of $0.2 billion.

Our total assets under management exclude approximately $16.6 billion of non-discretionary assets of a public treasurers' office for which we became advisor in connection with the acquisition of Jamison, Eaton & Wood, Inc. (the "Jamison acquisition"), which closed on June 30, 2015. Silvercrest provides advisory services to this office with a fee cap of $825 thousand per annum. We exclude these assets because they are related to a unique client relationship for which the fee cap is significantly disproportionate to the related assets under management. This fee arrangement is not indicative of our average fee rate.

First Quarter 2017 vs. First Quarter 2016

Revenue increased by $2.7 million, or 14.0%, to $22.0 million for the three months ended March 31, 2017, from $19.3 million for the three months ended March 31, 2016. This increase was driven by growth in our management and advisory fees as a result of increased assets under management.

Total expenses increased by $1.6 million, or 10.0%, to $17.2 million for the three months ended March 31, 2017 from $15.6 million for the three months ended March 31, 2016. Compensation and benefits expense increased by $1.7 million, or 14.3%, to $13.1 million for the three months ended March 31, 2017 from $11.4 million for the three months ended March 31, 2016. The increase was primarily attributable to an increase in the accrual for bonuses of $1.3 million, an increase in salaries expense of $0.3 million primarily as a result of merit-based increases and an increase in equity-based compensation of $0.1 million due to the granting of restricted stock units in August 2015 and May 2016. General and administrative expenses decreased by $0.1 million, or 1.7%, to $4.1 million for the three months ended March 31, 2017 from $4.2 million for the three months ended March 31, 2016. The decrease was primarily attributable to a decrease in investment research costs of $0.1 million mainly due to a reduction in accrued soft dollar-related research costs, a decrease in sub-advisory and referral fees of $0.1 million due to a decrease in sub-advisory revenue, a decrease in telephone expense of $0.1 million and a decrease in client reimbursements of $0.1 million, partially offset by an increase in professional fees of $0.1 million mainly due to an enhanced documentation project related to our operations group.

Consolidated net income was $3.3 million. Net income attributable to Silvercrest was $1.7 million, or $0.21 per basic and diluted share for the three months ended March 31, 2017. Our Adjusted Net Income1 was $3.0 million, or $0.23 per adjusted basic share and $0.22 per adjusted diluted share1, 2 for the three months ended March 31, 2017.

Adjusted EBITDA1 was $6.5 million or 29.6% of revenue for the three months ended March 31, 2017 as compared to $5.3 million or 27.3% of revenue for the same period in the prior year.

Liquidity and Capital Resources

Cash and cash equivalents were approximately $22.7 million at March 31, 2017, compared to $37.5 million at December 31, 2016. Silvercrest L.P. had notes payable of $2.4 million at March 31, 2017 and $2.5 million at December 31, 2016. As of March 31, 2017, no amount had been drawn down on our term loan and there was nothing outstanding on our revolving credit facility with City National Bank.

Total stockholders' equity was $48.1 million at March 31, 2017. We had 8,100,205 shares of Class A common stock outstanding and 4,840,295 shares of Class B common stock outstanding at March 31, 2017.

Non-GAAP Financial Measures

To provide investors with additional insight, promote transparency and allow for a more comprehensive understanding of the information used by management in its financial and operational decision-making, we supplement our consolidated financial statements presented on a basis consistent with GAAP with Adjusted EBITDA, Adjusted EBITDA margin, Adjusted Net Income, and Adjusted Earnings Per Share which are non-GAAP financial measures of earnings. These adjustments, and the non-GAAP financial measures that are derived from them, provide supplemental information to analyze our operations between periods and over time. Investors should consider our non-GAAP financial measures in addition to, and not as a substitute for, financial measures prepared in accordance with GAAP.

EBITDA represents net income before provision for income taxes, interest income, interest expense, depreciation and amortization.

We define Adjusted EBITDA as EBITDA without giving effect to the Delaware franchise tax, professional fees associated with acquisitions or financing transactions, gains on extinguishment of debt or other obligations related to acquisitions, impairment charges and losses on disposals or abandonment of assets and leaseholds, client reimbursements and fund redemption costs, severance and other similar expenses, but including partner incentive allocations, prior to our initial public offering, as an expense. We feel that it is important to management and investors to supplement our consolidated financial statements presented on a GAAP basis with Adjusted EBITDA, a non-GAAP financial measure of earnings, as this measure provides a perspective of recurring earnings of the Company, taking into account earnings attributable to both Class A and Class B shareholders.

Adjusted EBITDA Margin is calculated by dividing Adjusted EBITDA by total revenue. We feel that it is important to management and investors to supplement our consolidated financial statements presented on a GAAP basis with Adjusted EBITDA Margin, a non-GAAP financial measure of earnings, as this measure provides a perspective of recurring profitability of the Company, taking into account profitability attributable to both Class A and Class B shareholders.

Adjusted Net Income represents recurring net income without giving effect to professional fees associated with acquisitions or financing transactions, losses on forgiveness of notes receivable from our principals, gains on extinguishment of debt or other obligations related to acquisitions, impairment charges and losses on disposals or abandonment of assets and leaseholds, client reimbursements and fund redemption costs, severance and other similar expenses, but including partner incentive allocations, prior to our initial public offering, as an expense. Furthermore, Adjusted Net Income includes income tax expense assuming a blended corporate rate of 40%. We feel that it is important to management and investors to supplement our consolidated financial statements presented on a GAAP basis with Adjusted Net Income, a non-GAAP financial measure of earnings, as this measure provides a perspective of recurring income of the Company, taking into account income attributable to both Class A and Class B shareholders.

Adjusted Earnings Per Share represents Adjusted Net Income divided by the actual Class A and Class B shares outstanding as of the end of the reporting period for basic Adjusted Earnings Per Share, and to the extent dilutive, we add unvested deferred equity units, restricted stock units and performance units to the total shares outstanding to compute diluted Adjusted Earnings Per Share. As a result of our structure, which includes a non-controlling interest, we feel that it is important to management and investors to supplement our consolidated financial statements presented on a GAAP basis with Adjusted Earnings Per Share, a non-GAAP financial measure of earnings, as this measure provides a perspective of recurring earnings per share of the Company as a whole as opposed to being limited to our Class A common stock.

Conference Call

The Company will host a conference call on May 5, 2017, at 8:30 am (Eastern Time) to discuss these results. Hosting the call will be Richard R. Hough III, Chief Executive Officer and President and Scott A. Gerard, Chief Financial Officer. Listeners may access the call by dialing 1-866-394-9665 or for international listeners the call may be accessed by dialing 1-253-237-1128. An archived replay of the call will be available after the completion of the live call on the Investor Relations page of the Silvercrest website at http://ir.silvercrestgroup.com/.

Forward-Looking Statements and Other Disclosures

This report contains, and from time to time our management may make, forward-looking statements within the meaning of the safe harbor provisions of the U.S. Private Securities Litigation Reform Act of 1995. In some cases, you can identify these statements by forward-looking words such as "may", "might", "will", "should", "expects", "intends", "plans", "anticipates", "believes", "estimates", "predicts", "potential" or "continue", the negative of these terms and other comparable terminology. These forward-looking statements, which are subject to risks, uncertainties and assumptions, may include projections of our future financial performance, future expenses, anticipated growth strategies, descriptions of new business initiatives and anticipated trends in our business or financial results. These statements are only predictions based on our current expectations and projections about future events. Important factors that could cause actual results, level of activity, performance or achievements to differ materially from those indicated by such forward-looking statements include but are not limited to: incurrence of net losses, fluctuations in quarterly and annual results, adverse economic or market conditions, our expectations with respect to future levels of assets under management, inflows and outflows, our ability to retain clients from whom we derive a substantial portion of our assets under management, our ability to maintain our fee structure, our particular choices with regard to investment strategies employed, our ability to hire and retain qualified investment professionals, the cost of complying with current and future regulation, coupled with the cost of defending ourselves from related investigations or litigation, failure of our operational safeguards against breaches in data security, privacy, conflicts of interest or employee misconduct, our expected tax rate, and our expectations with respect to deferred tax assets, adverse economic or market conditions, incurrence of net losses, adverse effects of management focusing on implementation of a growth strategy, failure to develop and maintain the Silvercrest brand and other factors disclosed under "Risk Factors" in our annual report on Form 10-K for the year ended December 31, 2016 which is accessible on the SEC's website at www.sec.gov. We undertake no obligation to publicly update or review any forward-looking statement, whether as a result of new information, future developments or otherwise, except as required by law.

About Silvercrest

Silvercrest was founded in April 2002 as an independent, employee-owned registered investment adviser. With offices in New York, Boston, Virginia and New Jersey, Silvercrest provides traditional and alternative investment advisory and family office services to wealthy families and select institutional investors.

Exhibit 1

Silvercrest Asset Management Group Inc.

Condensed Consolidated Statements of Operations

(Unaudited and in thousands, except share and per share amounts or as noted)

(Unaudited and in thousands, except share and per share amounts or as noted)

Adjusted EBITDA

Three Months Ended

March 31,

2017

2016

Reconciliation of non-GAAP financial measure:

Net income

$

3,300

$

2,496

Provision for income taxes

1,432

1,088

Delaware Franchise Tax

45

45

Interest expense

34

65

Interest income

(11)

(17)

Depreciation and amortization

665

665

Equity-based compensation

810

772

Other adjustments (A)

218

141

Adjusted EBITDA

$

6,493

$

5,255

Adjusted EBITDA Margin

29.6

%

27.3

%

(A) Other adjustments consist of the following:

Three Months Ended

March 31,

2017

2016

Acquisition costs (a)

$

—

$

22

Non-acquisition expansion costs (b)

77

78

Severance

123

—

Other (c)

18

41

Total other adjustments

$

218

$

141

(a)

For the three months ended March 31, 2016, reflects the $12 of legal fees associated with the Cappiccille Acquisition and $10 of professional fees related to the Jamison Acquisition.

(b)

For the three months ended March 31, 2017 and 2016, represents accrued earnout of $77 and $78, respectively, related to our Richmond, VA office expansion.

(c)

For the three months ended March 31, 2017, represents professional fees of $18 related to a mock audit in advance of the requirements of Section 404 of the Sarbanes-Oxley Act as it relates to emerging growth companies. For the three months ended March 31, 2016, represents costs associated with the upgrade of our telephone system of $19, costs related to the implementation of software of $5, and professional fees related to a mock compliance audit of $17.

Exhibit 3

Silvercrest Asset Management Group Inc.

Reconciliation of GAAP to non-GAAP ("Adjusted") Adjusted Net Income and Adjusted Earnings Per Share Measures(Unaudited and in thousands, except per share amounts or as noted)

Adjusted Net Income and Adjusted Earnings Per Share

Three Months Ended

March 31,

2017

2016

Reconciliation of non-GAAP financial measure:

Net income

$

3,300

$

2,496

GAAP Provision for income taxes

1,432

1,088

Delaware Franchise Tax

45

45

Other adjustments (See A in Exhibit 2)

218

141

Adjusted earnings before provision for income taxes

4,995

3,770

Adjusted provision for income taxes:

Adjusted provision for income taxes (40% assumed tax rate)

(1,998)

(1,508)

Adjusted net income

$

2,997

$

2,262

GAAP net income per share (B):

Basic and diluted

$

0.21

$

0.16

Adjusted earnings per share/unit (B):

Basic

$

0.23

$

0.18

Diluted

$

0.22

$

0.17

Shares/units outstanding:

Basic Class A shares outstanding

8,100

8,028

Basic Class B shares/units outstanding

4,840

4,662

Total basic shares/units outstanding

12,940

12,690

Diluted Class A shares outstanding (C)

8,111

8,028

Diluted Class B shares/units outstanding (D)

5,569

5,628

Total diluted shares/units outstanding

13,680

13,656

(B)

GAAP earnings per share is strictly attributable to Class A shareholders. Adjusted earnings per share takes into account earnings attributable to both Class A and Class B shareholders.

(C)

Includes 10,582 unvested restricted stock units at March 31, 2017.

(D)

Includes 728,674 and 966,510 unvested restricted stock units at March 31, 2017 and 2016, respectively.

Exhibit 4

Silvercrest Asset Management Group Inc.

Condensed Consolidated Statements of

Financial Condition (in thousands)

March 31,2017

December 31,2016

Assets

(Unaudited)

Cash and cash equivalents

$

22,708

$

37,517

Investments

13

335

Receivables, net

5,779

6,270

Due from Silvercrest Funds

2,306

2,876

Furniture, equipment and leasehold improvements, net

2,411

2,411

Goodwill

25,168

25,168

Intangible assets, net

12,947

13,404

Deferred tax asset – tax receivable agreement

19,934

20,221

Prepaid expenses and other assets

4,129

4,079

Total assets

$

95,395

$

112,281

Liabilities and Equity

Accounts payable and accrued expenses

$

3,220

$

4,485

Accrued compensation

6,574

23,797

Notes payable

2,419

2,486

Deferred rent

345

436

Deferred tax and other liabilities

15,207

14,993

Total liabilities

27,765

46,197

Commitments and Contingencies

Equity

Preferred Stock, par value $0.01,

10,000,000 shares authorized; none issued and outstanding

—

—

Class A Common Stock, par value $0.01,

50,000,000 shares authorized; 8,100,205 and 8,074,197 issued and outstanding as of March 31, 2017 and December 31, 2016, respectively

81

81

Class B Common Stock, par value $0.01,

25,000,000 shares authorized; 4,840,295 and 4,866,303 issued and outstanding as of March 31, 2017 and December 31, 2016, respectively

48

48

Additional Paid-In Capital

41,409

41,260

Retained earnings

6,634

5,916

Total Silvercrest Asset Management Group Inc.'s equity

48,172

47,305

Non-controlling interests

19,458

18,779

Total equity

67,630

66,084

Total liabilities and equity

$

95,395

$

112,281

Exhibit 5

Silvercrest Asset Management Group Inc.

Total Assets Under Management

(Unaudited and in billions)

Total Assets Under Management:

Three Months EndedMarch 31,

% Change FromMarch 31,

2017

2016

2016

Beginning assets under management

$

18.6

$

18.1

2.8

%

Gross client inflows

1.7

1.0

70.0

%

Gross client outflows

(1.5)

(1.9)

21.1

%

Market appreciation (depreciation)

0.5

(0.2)

350.0

%

Ending assets under management

$

19.3

$

17.0

13.5

%

Exhibit 6

Silvercrest Asset Management Group Inc.

Discretionary Assets Under Management

(Unaudited and in billions)

Discretionary Assets Under Management:

Three Months EndedMarch 31,

% Change FromMarch 31,

2017

2016

2016

Beginning assets under management

$

13.8

$

12.1

14.1

%

Gross client inflows

1.6

1.0

60.0

%

Gross client outflows

(1.4)

(1.0)

(40.0)

%

Market appreciation

0.3

0.1

200.0

%

Ending assets under management

$

14.3

$

12.2

17.2

%

Exhibit 7

Silvercrest Asset Management Group Inc.

Non-Discretionary Assets Under Management

(Unaudited and in billions)

Non-Discretionary Assets Under Management:

Three Months EndedMarch 31,

% Change FromMarch 31,

2017

2016

2016

Beginning assets under management

$

4.8

$

6.0

-20.0

%

Gross client inflows

0.1

─

100.0

%

Gross client outflows

(0.1)

(0.9)

88.9

%

Market appreciation (depreciation)

0.2

(0.3)

166.7

%

Ending assets under management

$

5.0

$

4.8

4.2

%

Exhibit 8

Silvercrest Asset Management Group Inc.

Assets Under Management

(Unaudited and in billions)

Three Months EndedMarch 31,

2017

2016

Total AUM as of January 1,

$

18.602

$

18.147

Discretionary AUM:

Total Discretionary AUM as of January 1,

13.801

12.077

New client accounts/assets (1)

0.081

0.095

Closed accounts (2)

(0.002)

(0.048)

Net cash inflow/(outflow) (3)

0.148

(0.109)

Non-discretionary to discretionary AUM (4)

0.001

─

Market appreciation

0.309

0.164

Change to Discretionary AUM

0.537

0.102

Total Discretionary AUM as of March 31,

14.338

12.179

Change to Non-Discretionary AUM (5)

0.205

(1.232)

Total AUM as of March 31,

$

19.344

$

17.017

(1)

Represents new account flows from both new and existing client relationships

(2)

Represents closed accounts of existing client relationships and those that terminated

Returns are based upon a time weighted rate of return of various fully discretionary equity portfolios with similar investment objectives, strategies and policies and other relevant criteria managed by Silvercrest Asset Management Group LLC ("SAMG LLC"), a subsidiary of Silvercrest. Performance results are gross of fees and net of commission charges. An investor's actual return will be reduced by the advisory fees and any other expenses it may incur in the management of the investment advisory account. SAMG LLC's standard advisory fees are described in Part 2 of its Form ADV. Actual fees and expenses will vary depending on a variety of factors, including the size of a particular account. Returns greater than one year are shown as annualized compounded returns and include gains and accrued income and reinvestment of distributions. Past performance is no guarantee of future results. This piece contains no recommendations to buy or sell securities or a solicitation of an offer to buy or sell securities or investment services or adopt any investment position. This piece is not intended to constitute investment advice and is based upon conditions in place during the period noted. Market and economic views are subject to change without notice and may be untimely when presented here. Readers are advised not to infer or assume that any securities, sectors or markets described were or will be profitable. SAMG LLC is an independent investment advisory and financial services firm created to meet the investment and administrative needs of individuals with substantial assets and select institutional investors. SAMG LLC claims compliance with the Global Investment Performance Standards (GIPS®).

2

The market indices used to compare to the performance of Silvercrest's strategies are as follows:

The Russell 1000 Index is a capitalization-weighted, unmanaged index that measures the 1000 smallest companies in the Russell 3000. The Russell 1000 Value Index is a capitalization-weighted, unmanaged index that includes those Russell 1000 Index companies with lower price-to-book ratios and lower expected growth values.

The Russell 2000 Index is a capitalization-weighted, unmanaged index that measures the 2000 smallest companies in the Russell 3000. The Russell 2000 Value Index is a capitalization-weighted, unmanaged index that includes those Russell 2000 Index companies with lower price-to-book ratios and lower expected growth values.

The Russell 2500 Index is a capitalization-weighted, unmanaged index that measures the 2500 smallest companies in the Russell 3000. The Russell 2500 Value Index is a capitalization-weighted, unmanaged index that includes those Russell 2000 Index companies with lower price-to-book ratios and lower expected growth values.